UNITED STATES SECURITIES AND EXCHANGE COMMISSION

                             WASHINGTON, D.C. 20549

                                    FORM 10-Q

                                QUARTERLY REPORT

          UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934

                      FOR THE QUARTER ENDED MARCH 31, 1998

                           COMMISSION FILE NO. 0-19564

                         FGIC SECURITIES PURCHASE, INC.

                             A DELAWARE CORPORATION

                   IRS EMPLOYER IDENTIFICATION NO. 13-3633082

                     115 BROADWAY, NEW YORK, NEW YORK 10006

                           TELEPHONE - (212) 312-3000

         Indicate by check mark whether the Registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the  Securities  Exchange  Act of
1934  during the  preceding  12 months and (2) has been  subject to such  filing
requirements for the past 90 days.

                                           Yes   X        No
                                               ------        -----

                                                          SHARES OUTSTANDING
TITLE OF CLASS                                               AT MAY 6, 1998
--------------                                            ------------------

Common Stock (voting), $10.00 par value                           10

Registrant meets the conditions set forth in general instruction H(1)(a) and (b)
of Form 10-Q and is therefore filing this Form 10-Q with the reduced  disclosure
format.



                                TABLE OF CONTENTS
                                -----------------
                                                                     PAGE
                                                                     ----

PART I.  FINANCIAL INFORMATION

      Item 1.     Financial Statements

                  Balance Sheets                                        3
                  Statements of Operations                              4
                  Statements of Cash Flows                              5
                  Notes to Unaudited Interim Financial Statements     6 - 7


      Item 2.     Management's Discussion and Analysis of
                  Financial Condition and Results of Operations         8

PART II. OTHER INFORMATION

      Item 1 - Item 6                                                   9


      Signatures                                                       10



ITEM 1.        Financial Statements and Supplementary Data.

<TABLE>
<CAPTION>


                         FGIC SECURITIES PURCHASE, INC.
               (A WHOLLY-OWNED SUBSIDIARY OF FGIC HOLDINGS, INC.)
                                 BALANCE SHEETS

ASSETS                                                  MARCH 31,                DECEMBER 31,
                                                           1998                      1997
                                                      ------------             --------------

 (UNAUDITED)
<S>                                                 <C>                       <C>
 
Short-term investments                               $     117,390             $      117,390
Liquidity fees receivable                                1,294,680                  1,278,386
Due from affiliates                                     20,069,298                 18,408,928
Deferred tax asset                                       2,020,887                  1,964,434
Other assets                                               456,074                    456,074
                                                     -------------              -------------

     Total assets                                      $23,958,329                $22,225,212
                                                       ===========                ===========

</TABLE>

<TABLE>
<CAPTION>

LIABILITIES AND STOCKHOLDER'S EQUITY

Liabilities:

<S>                                                  <C>                         <C>        
Deferred liquidity fee income                        $    166,038                $   211,178
Due to affiliates                                         209,529                    140,980
Commitment fees payable to GE Capital                     862,470                    822,145
Accounts payable and accrued expenses                     283,260                    283,259
Taxes payable                                           8,787,150                  8,087,541
                                                        ---------                  ---------

     Total liabilities                                 10,308,447                  9,545,103
                                                       ----------                  ---------

Stockholder's Equity:

Common stock, par value $10.00 per share;

     10 shares authorized, issued 
       and outstanding                                        100                        100
Retained earnings                                      13,649,782                 12,680,009
                                                    -------------                -----------

     Total stockholder's equity                        13,649,882                 12,680,109
                                                    -------------              -------------

     Total liabilities and stockholder's equity       $23,958,329                $22,225,212
                                                      ===========                ===========

</TABLE>


          See  accompanying   notes  to  interim   financial statements.

                                     Page 3

                         FGIC SECURITIES PURCHASE, INC.

               (A WHOLLY-OWNED SUBSIDIARY OF FGIC HOLDINGS, INC.)

                            STATEMENTS OF OPERATIONS

                                   (UNAUDITED)
<TABLE>
<CAPTION>

                                                                             FOR THE THREE MONTHS
                                                                                ENDED MARCH 31,

                                                                        1998                     1997
                                                                        ----                     ----
<S>                                                                  <C>                       <C>       
Liquidity fee income                                                 $1,770,167                $2,941,046
Investment income                                                             -                         -
                                                              -----------------         -----------------
Total revenues                                                        1,770,167                 2,941,046
General and administrative expenses                                     157,239                   124,247
                                                                    -----------              ------------
Income before provision for  income taxes                             1,612,928                 2,816,799
                                                                     ----------               -----------
Provisions for income taxes
    Federal                                                             522,185                   911,939
    State and local                                                     120,970                   211,260
                                                                    -----------              ------------
Total provisions for income taxes                                       643,155                 1,123,199
                                                                    -----------               -----------
Net income                                                           $  969,773                $1,693,600
                                                                     ==========                ==========
</TABLE>



                 See accompanying notes to interim financial statements

                                     Page 4


<PAGE>


                         FGIC SECURITIES PURCHASE, INC.

               (A WHOLLY-OWNED SUBSIDIARY OF FGIC HOLDINGS, INC.)

                            STATEMENTS OF CASH FLOWS

                                   (UNAUDITED)

<TABLE>
<CAPTION>
                                                                                 FOR THE THREE MONTHS ENDED

                                                                                           MARCH 31,
                                                                                   1998                   1997
                                                                                --------               ---------

OPERATING ACTIVITIES:

<S>                                                                             <C>                   <C>       
Net income                                                                      $969,773              $1,693,600
   Adjustments to reconcile net
   income to net cash provided by
   operating activities:

      Deferred income tax expense                                                (56,453)                (89,679)
      Change in taxes payable                                                    699,609               1,212,878
      Change in due from affiliates                                           (1,660,370)             (1,877,819)
      Change in due to affiliates                                                 68,549
      Change in other assets                                                           -                     391
      Change in liquidity fees receivable                                        (16,294)               (951,193)
      Change in deferred liquidity fee income                                    (45,140)                (22,395)
      Change in accounts payable and accrued expenses                                  1                 (10,750)
      Change in commitment fees payable to GE Capital                             40,325                  44,967
                                                                              ----------              ----------

     Cash provided by operating activities                                             -                       -
                                                                          --------------          --------------

 Net change in cash and cash equivalents                                               -                       -
                                                                           -------------          --------------

   Cash and cash equivalents at beginning of period                              117,390                 109,277
                                                                                --------               ---------

   Cash and cash equivalents at  end of period                                  $117,390                $109,277
                                                                                ========                ========

</TABLE>

      See  accompanying   notes  to  interim   financial statements.

                                     Page 5

                         FGIC SECURITIES PURCHASE, INC.

               (A WHOLLY-OWNED SUBSIDIARY OF FGIC HOLDINGS, INC.)

                      NOTES TO INTERIM FINANCIAL STATEMENTS

                                 MARCH 31, 1998

                                   (UNAUDITED)

(1)      BUSINESS
         --------

         FGIC  Securities   Purchase,   Inc.   ("FGIC-SPI")  is  a  wholly-owned
         subsidiary of FGIC  Holdings,  Inc. (the "Parent")  which,  in turn, is
         wholly-owned by General  Electric  Capital  Corporation ("GE Capital").
         FGIC-SPI  provides   liquidity  for  certain  floating  rate  municipal
         securities whereby FGIC-SPI will, under certain circumstances, purchase
         such  securities in the event they are tendered by the holders  thereof
         as permitted under the terms of the respective bond  indentures.  As of
         March 31,  1998,  FGIC-SPI  had  approximately  $2.6  billion  (par and
         interest) of potential obligations under such arrangements. In order to
         obtain  funds to purchase  the  securities,  FGIC-SPI  has entered into
         standby loan agreements with GE Capital  totaling $4.0 billion at March
         31, 1998, under which GE Capital will be irrevocably  obligated to lend
         funds as needed for FGIC-SPI to purchase the securities.

(2)      SIGNIFICANT ACCOUNTING POLICIES
         -------------------------------

         The interim financial statements of FGIC-SPI in this report reflect all
         normal recurring adjustments  necessary,  in the opinion of management,
         for a fair  statement  of (a) results of  operations  for three  months
         ending March 31, 1998 and 1997, (b) the financial position at March 31,
         1998 and  December  31,  1997,  and (c) cash flows for the three months
         ended March 31,1998 and 1997.

         These interim  financial  statements should be read in conjunction with
         the financial statements and related notes included in the 1997 audited
         financial statements.

         Significant accounting policies are as follows:

         CASH AND CASH EQUIVALENTS

         Cash and cash equivalents are carried at cost, which  approximates fair
         value. For purposes of the statement of cash flows,  FGIC-SPI considers
         all highly liquid investments with original  maturities of three months
         or less to be cash equivalents.

         REVENUE RECOGNITION

         Fees are paid up-front and in installments. Up-front fees are earned on
         a straight-line  basis over the life of the liquidity  commitment,  and
         installment fees are earned straight-line over the installment period.

                                     Page 6


         FAIR VALUES OF FINANCIAL INSTRUMENTS

         The carrying  amounts of  FGIC-SPI's  financial  instruments,  relating
         primarily to short term  investments  and liquidity  fees,  approximate
         their fair values.

         SEC REGISTRATION FEES

         SEC registration fees are reimbursable to FGIC-SPI,  as a separate item
         at the closing, by issuers, as transactions are consummated.  Such fees
         are deferred when paid, and netted against the related reimbursement as
         transactions are consummated.  Management  evaluates the recoverability
         of such deferred fees at each reporting date.

         EXPENSES

         Direct expenses  incurred by the Parent are fully allocated to FGIC-SPI
         on a specific  identification  basis.  Employee  related  expenses  are
         allocated by  affiliates  to FGIC-SPI  based on the  percentage of time
         such  employees  devote  to  the  activities  of  FGIC-SPI.  Management
         believes that such allocation method is reasonable. Management believes
         that such expenses,  as reported in the statement of income,  would not
         differ  materially  from what expenses would have been on a stand-alone
         basis.

         RESERVE FOR LOSSES

         It is management's  policy to establish a reserve for losses based upon
         its  estimate  of  the  ultimate   aggregate  losses  relative  to  its
         obligations under the liquidity facility arrangements written. At March
         31, 1998,  management  does not anticipate any losses  relative to such
         arrangements.

         INCOME TAXES

         Deferred tax assets and  liabilities  are recognized for the future tax
         consequences   attributable   to  differences   between  the  financial
         statement carrying amounts of existing assets and liabilities and their
         respective tax bases,  on a stand alone basis,  as provided in SFAs No.
         109, "Accounting for Income Taxes". These temporary  differences relate
         principally  to  accrued  state  taxes  not  settled  with GE  Capital.
         Deferred  tax assets and  liabilities  are measured  using  enacted tax
         rates  expected to apply to taxable  income in the years in which those
         temporary  differences  are expected to be  recovered  or settled.  The
         effect on deferred tax assets and  liabilities of a change in tax rates
         is recognized in income in the period that includes the enactment date.

(3)      INCOME TAXES
         ------------

         Under an intercompany  tax-sharing agreement with its parent,  FGIC-SPI
         is included in the consolidated  Federal income tax returns filed by GE
         Capital.  FGIC-SPI  provides  for taxes as if it filed a  separate  tax
         return in accordance with SFAS No. 109.

                                                           Page 7



ITEM 2.        Management's Discussion and Analysis of Financial Condition and
               Results of Operations.

               Liquidity  fees are  received  up-front at the  inception  of the
               contract  and in  installments  over  the  life of the  contract.
               Up-front fees are earned on a  straight-line  basis over the life
               of the  liquidity  commitment,  and  installment  fees are earned
               straight-line  over the installment  period. For the three months
               ended  March  31,  1998,   FGIC-SPI  earned   liquidity  fees  of
               $1,770,167  compared to  $2,941,046  for the three  months  ended
               1997. The decrease in earnings is primarily due to a reduction in
               the  outstanding  liquidity  facility and the renewal of existing
               deals at lower  basis  points.  FGIC-SPI  incurred  $157,239  and
               $124,247 of general  and  administrative  expenses  for the three
               months ended March 31, 1998 and 1997, respectively.  The expenses
               incurred  primarily include fees associated with establishing the
               liquidity facilities.

                                     Page 8


                           PART II - OTHER INFORMATION

Item 1.       Legal Proceedings

              FGIC-SPI is not involved in any pending legal proceedings.

Item 2.       Changes in Securities

              None.

Item 3.       Defaults on Senior Securities

              None.

Item 4.       Submission of Matters to a Vote of Security Holders

              None.

Item 5.       Other Information

              None.

Item 6.       Exhibits and Reports on Form 8-K

              a)    Exhibits

                    None.

              b)    Reports on Form 8-K

                    Form 8-K dated March 19, 1998, Items 5 and 7.

                                     Page 9


                                   SIGNATURES

Pursuant  to the  requirements  of the  Securities  Exchange  Act of  1934,  the
Registrant  has duly  caused  this  report  to be  signed  on its  behalf by the
undersigned thereunto duly authorized.

                                        FGIC SECURITIES PURCHASE, INC. 
                                              (Registrant)
                             
Date:  __________________________       ________________________________     
                                        Ann C. Stern
                                        President (principal
                                        executive officer)
                             
Date:  __________________________       ________________________________ 
                                        Christopher Jacobs
                                        Treasurer (principal
                                        financial and
                                        accounting officer)
                             
                                     Page 10